UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 6-K
Report of Foreign Private Issuer
Pursuant to Rule 13a-16 or 15d-16 under
the Securities Exchange Act of 1934
For the month of June, 2023
Commission File Number 001-39670
PURETECH HEALTH PLC
(Translation of registrant’s name into English)
6 Tide Street, Suite 400
Boston, Massachusetts 02210
(Address of principal executive office)
Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F.
Form 20-F ☒ Form 40-F ☐
Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1): ☐
Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7): ☐
INFORMATION CONTAINED IN THIS REPORT ON FORM 6-K
On June 13, 2023, PureTech Health plc (LSE: PRTC, Nasdaq: PRTC) (the “Company”) issued a press release announcing the results of its 2023 Annual General Meeting. The full text of the resolutions may be found in the Notice of the Annual General Meeting, copies of which are available on both the Company’s website https://investors.puretechhealth.com/financials-filings/reports and on the National Storage Mechanism.
The press release is furnished herewith as Exhibit 99.1 and is incorporated by reference herein.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
| PURETECH HEALTH PLC | ||||||
| Date: June 13, 2023 | By: | /s/ Daphne Zohar | ||||
| Name: | Daphne Zohar | |||||
| Title: | Chief Executive Officer | |||||
Exhibit 99.1
13 June 2023
PureTech Health plc
Results of Annual General Meeting
The Annual General Meeting of PureTech Health plc (Nasdaq: PRTC, LSE: PRTC) (“PureTech Health” or the “Company”) was held at 11 a.m. EDT/4 p.m. BST on Tuesday, June 13, 2023.
All of the resolutions proposed at the Annual General Meeting were duly passed by the shareholders on a poll.
The results of the poll, incorporating the proxy votes lodged in advance of the meeting, are set out below. All resolutions were passed by greater than 93% of the shares voted at the meeting.
| Resolutions |
For | % | Against | % | Withheld | Total votes cast |
||||||||||||||||||
| 001. To approve the Company’s Annual Report and Accounts for year ended 31 December 2022 |
218,239,144 | 100.00 | % | 0 | 0.00 | % | 1,856 | 218,239,144 | ||||||||||||||||
| 002. To approve the Directors’ Remuneration Report |
208,436,087 | 95.51 | % | 9,804,137 | 4.49 | % | 776 | 218,240,224 | ||||||||||||||||
| 003. To elect Ms. Sharon Barber-Lui as a director |
217,708,896 | 99.76 | % | 530,758 | 0.24 | % | 1,346 | 218,239,654 | ||||||||||||||||
| 004. To elect Dr. Raju Kucherlapati as a director |
217,673,486 | 99.74 | % | 564,168 | 0.26 | % | 3,346 | 218,237,654 | ||||||||||||||||
| 005. To elect Dr. John LaMattina as a director |
208,905,865 | 95.72 | % | 9,331,788 | 4.28 | % | 3,347 | 218,237,653 | ||||||||||||||||
| 006. To elect Ms. Kiran Mazumdar-Shaw as a director |
204,963,784 | 93.92 | % | 13,275,369 | 6.08 | % | 1,847 | 218,239,153 | ||||||||||||||||
| 007. To elect Dr. Robert Langer as a director |
213,495,366 | 97.83 | % | 4,743,812 | 2.17 | % | 1,822 | 218,239,178 | ||||||||||||||||
| 008. To elect Ms. Daphne Zohar as a director |
218,236,986 | 100.00 | % | 2,693 | 0.00 | % | 1,321 | 218,239,679 | ||||||||||||||||
| 009. To elect Dr. Bharatt Chowrira as a director |
217,679,376 | 99.99 | % | 30,161 | 0.01 | % | 531,463 | 217,709,537 | ||||||||||||||||
| 010. To appoint PricewaterhouseCoopers LLP as the auditors of the Company |
217,704,419 | 99.75 | % | 535,776 | 0.25 | % | 805 | 218,240,195 | ||||||||||||||||
| 011. To authorize the Audit Committee to determine the Auditors’ remuneration |
218,232,344 | 100.00 | % | 6,151 | 0.00 | % | 2,505 | 218,238,495 | ||||||||||||||||
| 012. To authorize the allotment of shares |
218,208,524 | 99.99 | % | 31,471 | 0.01 | % | 1,005 | 218,239,995 | ||||||||||||||||
| 013. To approve the Company’s new Performance Share Plan |
211,285,130 | 96.81 | % | 6,952,233 | 3.19 | % | 3,637 | 218,237,363 | ||||||||||||||||
| 014. To disapply pre-emption rights |
217,137,254 | 99.50 | % | 1,101,010 | 0.50 | % | 2,736 | 218,238,264 | ||||||||||||||||
| 015. To further disapply pre-emption rights as if section 561 of the Companies Act 2006 did not apply to any allotment of equity securities for cash or sale of treasury shares for cash |
214,933,920 | 98.49 | % | 3,304,344 | 1.51 | % | 2,736 | 218,238,264 | ||||||||||||||||
| 016. To authorize market purchase of own shares |
217,711,818 | 99.76 | % | 528,167 | 0.24 | % | 1,015 | 218,239,985 | ||||||||||||||||
| 017. To authorize general meetings to be called on not less than 14 clear days’ notice |
217,917,408 | 99.85 | % | 322,238 | 0.15 | % | 1,354 | 218,239,646 | ||||||||||||||||
Notes:
| (1) | A vote “Withheld” is not a vote in law and is not counted in the calculation of the votes “For” or “Against” a resolution. |
| (2) | As at June 9, 2023, the record date for the Annual General Meeting, the number of issued shares in the Company entitling the holders to attend and vote for or against all the resolutions at the AGM was 277,430,684 ordinary shares. This does not include 12,037,475 shares held in treasury by the Company. In accordance with the Company’s Articles of Association, on a poll every member present in person or by proxy has one vote for every share held. |
| (3) | The full text of the resolutions may be found in the Notice of the Annual General Meeting, copies of which are available on both the Company’s website https://investors.puretechhealth.com/financials-filings/reports and on the National Storage Mechanism. |
About PureTech Health
PureTech is a clinical-stage biotherapeutics company dedicated to giving life to new classes of medicine to change the lives of patients with devastating diseases. The Company has created a broad and deep pipeline through its experienced research and development team and its extensive network of scientists, clinicians and industry leaders that is being advanced both internally and through its Founded Entities. PureTech’s R&D engine has resulted in the development of 27 therapeutics and therapeutic candidates, including two (Plenity® and EndeavorRx®) that have received both US FDA clearance and European marketing authorization and a third (KarXT) that is expected to be filed soon for FDA approval. A number of these programs are being advanced by PureTech or its Founded Entities in various indications and stages of clinical development, including registration enabling studies. All of the underlying programs and platforms that resulted in this pipeline of therapeutic candidates were initially identified or discovered and then advanced by the PureTech team through key validation points.
For more information, visit www.puretechhealth.com or connect with us on Twitter @puretechh.
Cautionary Note Regarding Forward-Looking Statements
This press release contains statements that are or may be forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. All statements contained in this press release that do not relate to matters of historical fact should be considered forward-looking statements, including without limitation those related to our future prospects, developments and strategies. The forward-looking statements are based on current expectations and are subject to known and unknown risks, uncertainties and other important factors that could cause actual results, performance and achievements to differ materially from current expectations, including, but not limited to, those risks, uncertainties and other important factors described under the caption “Risk Factors” in our Annual Report on Form 20-F for the year ended December 31, 2022 filed with the SEC and in our other regulatory filings. These forward-looking statements are based on assumptions regarding the present and future business strategies of the Company and the environment in which it will operate in the future. Each forward-looking statement speaks only as at the date of this press release. Except as required by law and regulatory requirements, we disclaim any obligation to update or revise these forward-looking statements, whether as a result of new information, future events or otherwise.
Contact:
PureTech
Investor Relations
IR@puretechhealth.com